HOA Email Meetings & Voting, are they legal in North Carolina? (Cary: attorney, homeowner)

[Cplant]

Do the North Carolina General Statutes that govern an incorporated HOA allow for the Board of Directors and Committees of the Board to conduct meetings & voting by email?

I researched the NC Planned Community Act-47F, and NC Nonprofit Corporation Act-55A. These statutes do not seem to provide a definitive answer. To add to the confusion, Articles within the statutes are prefaced with the statement, “Unless the articles of incorporation or bylaws provided otherwise…” Our bylaw states: Participation in Meetings by Conference Telephone: Members of the Board of Directors or any Committee thereof, may participate in a meeting of the Board or Committee by means of a conference telephone or similar communications device where all persons participating in the meeting have auditory and oral access, such participation to constitute presence at the meeting.

I am not an attorney, but my interpretation of our bylaw is that meetings can only be conducted when auditory and oral access is available to all participates. I am just a concerned homeowner and committee member attempting to reconcile the use and convenience of technology and preserve the integrity of our HOA governing documents. Any thoughts and opinions would be appreciated.


Thank you,
Confused in Cary

[CHTransplant]

Do your bylaws or the statute also provide for action by written consent without a meeting?

[Cplant]

Re: Written Consent

Nonprofit Corp Act allows for written consents by board of directors.

Planned Community Act states Meeting of the executive board shall be held as provided in the bylaws.

Our Bylaw states: Informal action by Directors. The directors shall have the right to take any action in absence of a meeting which they could take at a meeting by obtaining the written approval of all the directors. Any action so approved shall have the same effect as though taken at a meeting of the directors.